SEC Form 3
FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL	

OMB Number:	
3235-0104	

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1. Name and Address of Reporting Person *
Henry Danroy T SR	

(Last)	
(First)	
(Middle)	

C/O BRIGHT HORIZONS FAMILY SOLUTIONS INC	

200 TALCOTT AVENUE SOUTH	

(Street)
WATERTOWN	
MA	
02472	

(City)	
(State)	
(Zip)	

	2. Date of Event Requiring Statement (Month/Day/Year)
01/24/2013	3. Issuer Name and Ticker or Trading Symbol
BRIGHT HORIZONS FAMILY SOLUTIONS INC. [ BFAM ]	 	
 	 	4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
 	
Director	
 	
10% Owner	

X	
Officer (give title below)	
 	
Other (specify below)	

Chief Human Resources Officer	

	5. If Amendment, Date of Original Filed (Month/Day/Year)
	 	 	 	
 	 	 	6. Individual or Joint/Group Filing (Check Applicable Line)
X	
Form filed by One Reporting Person	

 	
Form filed by More than One Reporting Person	

	 	 	 	
Table I - Non-Derivative Securities Beneficially Owned	
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)	
Common Stock	6,958	D	 	
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)	 	
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)	3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)	 	
 	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	 	 	 	 	
Option to Purchase Common Stock	05/28/2008	02/19/2014	Common Stock	2,252	2.56	D	 	 	
Option to Purchase Common Stock	05/28/2008	02/19/2014	Common Stock	292	4.93	D	 	 	
Option to Purchase Common Stock	(1)	09/02/2018	Common Stock	68,103	14.54	D	 	 	
Option to Purchase Common Stock	(1)	09/02/2018	Common Stock	8,838	12	D	 	 	
Option to Purchase Common Stock	(2)	05/02/2022	Common Stock	31,675	14.54	D	 	 	
Option to Purchase Common Stock	(2)	05/02/2022	Common Stock	4,110	12	D	 	 	
Explanation of Responses:	
1. The option to purchase 68,103 shares of common stock is vested as to 54,482 shares and the option to purchase 8,838 shares of common stock is vested as to 7,070 shares. The remaining portion of each option award is eligible to vest and become exercisable on May 28, 2013.	
2. The option is eligible to vest as to 40% of the underlying shares on May 2, 2014 and thereafter, as to the remaining 60% of underlying shares, in three equal annual installments beginning on May 2, 2015.	
Remarks:	
Exhibit List Exhibit 24 - Power of Attorney	
 	/s/ John Casagrande, attorney-in-fact for Danroy Henry, Sr.	01/24/2013	
 	** Signature of Reporting Person	Date	
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).	
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.	

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and
appoints each of David Lissy, Elizabeth Boland, John Casagrande and Stephen
Dreier, signing singly, as the undersigned's true and lawful attorney-in-fact
to:

(1)     execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of Bright
Horizons Family Solutions Inc. (the "Company"), Forms 3, 4 and 5
in accordance with Section 16(a) of the Securities Exchange Act
of 1934, as amended (the "Act"), and the rules thereunder;

(2)     do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any such Form 3, 4 or 5 and timely file such form with
the United States Securities and Exchange Commission and any
stock exchange or similar authority; and

(3)     take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the
documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's
discretion.

The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all the acts such attorney-in-fact shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that each of the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, is not assuming any of the undersigned's responsibilities to comply
with Section 16 of the Act.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to each
of the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of October 22, 2012.

By:             /s/ Danroy T. Henry
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Print Name:     Danroy T. Henry
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